Company auditors report

TO

THE MEMBER OF

M/S. BIOFIL CHEMICALS & PHARMACEUTICALS LTD.

Report on the Financial Statements

We have audited the accompanying standalone financial statements of Biofil Chemicalsand Pharmaceuticals Limited ('the Company') which comprise the balance sheet as at 31March 2015 the statement of profit and loss and the cash flow statement for the year thenended and a summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ('the Act') with respect to the preparation andpresentation of these standalone financial statements that give a true and fair view ofthe financial position financial performance and cash flows of the Company in accordancewith the accounting principles generally accepted in India including the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the accounting records relevant to the preparation andpresentation of the financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into account the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31 March 2015 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2015 ('the Order') issued bythe Central Government of India in terms of sub-section (11) of section 143 of the Act wegive in the Annexure a statement on the matters specified in the paragraph 3 and 4 of theOrder to the extent applicable.

2. As required by Section 143 (3) of the Act we report that:

a. We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

b. In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.

c. The balance sheet the statement of profit and loss and the cash flow statementdealt with by this Report are in agreement with the books of account.

Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.

e. on the basis of the written representations received from the directors as on 31March 2015 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2015 from being appointed as a director in terms of Section164 (2) of the Act; and

f. with respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

(i) The Company has disclosed the impact of pending litigation- Refer Note No: - 7 ofNotes of Financial Statments

(ii) The Company did not have any long term contracts including derivatives contractsfor which there were any material foreseeable losses:

(iii) The Company is not required to transfer any amount in Investor Education andProtection fund.

For S.N.Gadiya & Co.

Chartered Accountants

Registration No. (002052C)

Place : Indore

(S.N.Gadiya)

Date : 30.05.2015

Proprietor

M.No. 071229

ANNEXURES TO THE AUDITORS REPORT

The Annexure referred to in our Independent Auditors' Report to the members of theCompany on the financial statements for the year ended 31 March 2015 we report that:

(i) In Respect of its Fixed Assets:

a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

b. According to the information and explanations given to us the fixed assets havebeen physically verified by the management during the year and no material discrepancieswere noticed on such verification.

(ii) In Respect of inventories

a. As explained to us physical verification of inventory has been conducted atreasonable intervals by the management;

b. In our opinion and according to the information and explanation given to us theprocedures of physical verification of inventory followed by the management werereasonable and adequate in relation to the size of the company and the nature of itsbusiness.

c. In our opinion and according to the information and explanation given to us thecompany has maintained proper records of inventory. We are informed that materialdiscrepancies noticed on such verification as compared to the books record were notmaterial and have been properly dealt with in the books of accounts.

(iii) The company has not granted any loans secured or unsecured to any othercompanies firms or other parties covered in the register maintained under section 189 ofthe Companies Act 2013.

(iv) In our opinion and according to the information and explanations given to usthere is an adequate internal control system commensurate with the size of the Company andthe nature of its business for the purchase of inventory and fixed assets and for sale ofgoods. Further we have not observed any major weakness in the internal control systemduring the course of the audit.

(v) The Company has not accepted any deposits from the public within the meaning ofSection 73 and 74of the act and rules framed there under to the extent notified.

(vi) The company does not falls within the provisions of Section 148 of Company's Act2013 read with the Companies (Cost Records & Audit) Rules 2014 therefore no suchrecords required to be maintained and company is not required to appoint cost auditor forthe financial year 2015-16.

(vii) According to information and explanations given to us in respect of statutorydues:

(a) Amounts deducted / accrued in the books of account in respect of undisputedstatutory dues including provident fund employees' state insurance income tax salestax service tax duty of excise value added tax cess and other material statutory dueshave been regularly deposited during the year by the Company with the appropriateauthorities.

(b) There is no material dispute pending before any tax authority.

(c) Company is not required to deposit any amount in investor education and protectionfund in accordance with the relevant provisions of the Companies Act 1956 (1 of 1956) andrules made thereunder.

(viii) Company is in existence for a period of more than 5 year and its accumulatedlosses at the end of financial year is more than fifty percent of its net worth. FurtherCompany has not incurred cash losses in the reporting year and immediately precedingfinancial year.

(ix) In our opinion and according to information and explanation given to us thecompany did not have any outstanding dues to financial institutions or banks. FurtherCompany has not issued any debentures.

(x) In our opinion and according to the information and the explanations given to usthe Company has not given any guarantee for loans taken by others from banks or financialinstitutions.

(xi) In our opinion and according to information and explanation given to us TheCompany has not raised any term loans during the year.

(xii) To the best of our knowledge and according to the information and explanationgiven to us no fraud by the company and no material fraud on the Company has been noticedor reported during the year.